Member Info for RKBeekeeper

Theft of $400,000

We were made aware of almost $400,000 being taken from Chill’s Bank Accounts and transferred to the Personal Bank Accounts of Antonio Russo & Trevor Taylor.

When funds are moved from a PLC Company on the day before a General Meeting to decide on Resolutions to remove Trevor & Antonio as Directors, and for there to be no minutes as to why the funds were transferred, then in my eyes it is theft.

Callum and our legal team will endeavour to recover the $400,000.

You may recall I posted about “How to get Rich” for the benefit of the trolls and Antonio & Trevor I will Post again.

How to Get Rich

One way of becoming rich is to rob a bank (please do not rob a bank as there are laws that can potentially convict you and you most likely would go to prison)

I don’t believe actual “Bank Robbers” wake up one morning and decide to rob a bank.

They probably begin firstly by stealing the odd bottle of milk from a doorstep.

Then when they realise that there are no consequences, they steal a few sweeties from a newsagent.

Then as they realise that there are no consequences, they rob the cash-register of the newsagent and if they are lucky, they may get a few hundred £££.

Assuming they were not caught they become a bit more adventurous and rob a Post Office (because there is a lot more cash to steal than at a newsagents)

Finally, the “robbers” but really, they should be called “thieves” want more and more money and decide to rob Banks.

Unfortunately for Bank Robbers, they nearly always get caught.

In their milk stealing youth to their adult Bank Robbing days, they will have done other things in-between. Sometimes they settle “out of court” because they don’t want to do jail time, or they try to avoid having all their “ill-gotten gains” confiscated. Sometimes they try to cause a diversion when they have a pending court case.

People in the above hypothetical situation will have trampled on many toes and done more than stealing milk.

RKB

PS Hand the money back or go to jail.

Domain Name

I will Post my point of view to counter the Trolls and their nonsense.

Our Domain Name was transferred illegally to a Company owned by Antonio Russo.

If there were dishonest Directors on the Board of Tesco Plc and they held a Mini-Board-Meeting with just sufficient Directors to form a quorum and decided to transfer Tesco.Com to a Company controlled by one of these dishonest Directors, what do you think would happen to the Tesco.Com website?

Our website ownership will be legally returned to Chill Brands Group Plc and the said dishonest Directors will be held to account.

RKB

Stock Box Media Interview

Nick talks about another merger that they were looking at but like the proposed merger with Northern Leaf there were hurdles that could not be overcome for each business so after six weeks the talks were terminated.

Nick also gives a business update about a new customer order and discuses our manufacturing capabilities.

Also, there is going to be an upgrade to the IT System to enhance our e-commerce strategy to hopefully generate additional online sales.

RKB

https://www.youtube.com/watch?v=1hZky7VeDQI

Special thanks to Johnathan Swan

I would like to say a special thank you to Johnathan Swan. If it was not for his support for Chill Brands Group, we would not have two new NED’s or despatched two Directors who did not have the same vision for our Company as Callum has.

Jonathan Swan is our largest shareholder with over 64 million shares, and he initially provided finance to support our nicotine-free vapes.

With our two new Independent Directors, and Callum back in charge we have an exciting future ahead of us.

Thank you.

RKB

PS Did you see Callum’s tweet about the trumped up allegation?

Good Afternoon Gallini.

It is time to move on and maybe Eric should stay. He was in an awkward position, and I am sure he will have conversations with Callum and our new NED’s.

Whatever Callum and the Board decide, I will agree with it.

RKB

PS Also time for TW to move on.

Finally they are gone

The votes at today’s General Meeting were decisive with a majority of about 4:1 in favour of removing Antonio & Trevor.

Personally, I am disappointed in that Ox Distributing (Eric Shrader’s family) did not vote for the Resolutions. This clearly indicates to me that Eric’s interest in Chill Brands Group does not align with ordinary shareholders (who wanted change)

As for the votes: On our website Trevor & Antonio are listed as each having 6,950,000 shares but Trevor has 6,950,227. Did Trevor sell his 227 shares, or did he forget to vote them?

Scot Thomson has 100,000 so with the votes cast against the resolutions being 59,313,093 that means Scot Thomson is not aligned with ordinary shareholders (who wanted change) Included in the votes against were TW’s shareholding of 2,573,099 (sue me if you want)

We now have two new Independent Directors, Graham Duncan & Aditya Chathli who will be bringing their expertise to Chill Brands Group and we also have Callum re-instated.

58.4% of all shares cast a vote or withheld their vote. For removing Trevor & Antonio there were almost 80% in favour.

All we need now is for the suspension to be lifted and lift-off.

RKB

PS Still a strong Buy in my opinion and TW and go and take a ......

AI Robot

Question to AI Robot: If a General Meeting is being held for a listed UK company two remove two directors and appoint two new directors, what happens if the two directors who are to be removed resign the day before? Does the general meeting still happen?

In the scenario where a General Meeting is scheduled for a listed UK company to remove two directors and appoint two new directors, but the two directors who are supposed to be removed resign the day before, the following considerations apply:

1.

o If the directors who are to be removed resign the day before the scheduled General Meeting, their resignation takes effect immediately.

o The notice of resignation must be lodged at the company’s Registered Office at least 28 clear days before either the next AGM or general meeting.

o The reasons for the intention to remove and the directors’ representations (if any) must be given to all shareholders entitled to attend the meeting.

2. Meeting Proceedings:

o The General Meeting can still proceed even if the directors have resigned.

o The agenda items related to removing the directors and appointing new directors can be discussed and voted upon.

o Shareholders present during the meeting can pass resolutions to remove the directors by ordinary resolution (requiring a simple majority vote) and appoint new directors.

o If the Articles of the company specify that the intention to remove a director must be given as a special notice, this notice should have been provided in advance of the meeting.

3. Legal Considerations:

o The company should follow the statutory rules governing the period of notice for the meeting, quorum requirements, voting procedures, and other relevant provisions.

o The interplay between the Companies Act and the company’s articles determines the specific procedures for the General Meeting.

In summary, the General Meeting can proceed as planned, even if the directors have resigned. The shareholders can still address the removal and appointment of directors during the meeting. However, it’s essential to adhere to legal requirements and follow the company’s specific rules and articles.

RKB

PS so the General Meeting will still go ahead on Tuesday

Last chance to buy

I believe today will be the last chance to buy at the current price before we substantially increase.

I do not think Antonio & Trevor were correct in not including Johnathan Swan’s letter with the General Meeting Documents.

Anyone who has read J Swan’s letter will be aware that change was necessary and after next Tuesday both Antonio & Trevor will not be Directors.

We will have two new Independent Directors and Callum back in charge.

RKB

PS All those sells appear to buys because my two buys of 53,200 were @ 2.125p & 2.133p

Eric Schrader Non-Executive Director

I asked my Artificial Intelligence BoT “What is the purpose of an Non-Executive Director (I know, but I wanted to see what the AI BoT came up with)

“The non-executive director (NED) plays a crucial role in the governance of a listed company.”

1) Independent Oversight and Constructive Challenge. The primary role of a NED is to provide creative contribution to the board by offering independent oversight and constructive challenge to the executive directors.

2) They bring independent judgment to bear on issues related to strategy, performance, resources, key appointments, and standards of conduct.

3) NED’s contribute to the proper functioning of companies and, by extension, to the broader economy.

4) NED’s are subject to the codified duties outlined in the Companies Act 2006.

5) Their Independence from company management and any interested parties is crucial.

6) This Independence allows them to bring objectivity to board deliberations and monitor executive management.

“In summary, NED’s contribute by providing independence, impartiality, and wide experience, ensuring effective governance and strategic guidance for listed companies.”

Ordinary shareholders know that Trevor Taylor our Chief Operating Officer & Antonio Russo our Chief Commercial Officer are no longer wanted on our Board. They have suspended Callum Sommerton our Chief Executive Officer on a trumped-up allegation (which will be dismissed)

They have engaged new Solicitors (the ones that are defending they credit case for nonpayment of money owed to John Story for the purchase of 500,000 shares each at £0.39 (£195,000 each and 10% interest for past 3.5 years which they have been tardy on repayment)

They have engaged the “Investor Update” consultants.

They have engaged a PR Firm to save their skin.

What have our NED’s been doing over the past few weeks?

Prediction: If Ox Distributing LLC have to vote at the General Meeting and they vote against the Resolutions then it will be obvious to ordinary Shareholders that our interests are not aligned, and at this years AGM when Eric Schrader is up for re-election, he will be vote off the Board just like Trevor & Antonio will be on the 4th June 2024.

Our NED’s only have two weeks to knock some sense into Antonio & Trevor, take the package and exit before it is too late.

RKB

PS Dennylad, who do you work for? Is it Fieldfisher, Investor Update, PR Company, or a Consultant? A Primary school pupil only must look at your account profile to see you set-up your account on the day you posted and only posted here.

Artificial Intelligence BoT

Technology obviously is not a tool that Trevor & Antonio use in my opinion.

I asked my AI BoT “Can a Broker like Barclays, AJ Bell, Interactive if they can disclose you name and home address to another Company”

AI BoT’s reply: “AJ Bell etc has a responsibility to protect your personal information. Disclosing your home address to another Company without your consent would violate data protection regulations.”

Therefor “Investor Update” have obtained some shareholders names and addresses from “A Company” now at present we do not know who supplied the data to “Investor Update” (But I do know how they obtained names and addresses)

If I receive a letter from “Investor Update” I would comply, but I would also issue them with a “Subject Access Request” (known as a SAR in the UK)

Individuals have the right to access and receive a copy of their personal data, and other supplementary information.

RKB

PS I was asked recently by my seven-year-old granddaughter’s primary school teacher if I would give a talk to 30 pupils about keeping bees. I agreed but I wanted to have some large charts so that the class could retain the charts for future refence. I tried to source the charts from a UK Company that supplies all the equipment for beekeepers, but they were out of stock, so I had to source them from China. My daughter was upset with me not only for ordering from China but really concerned about my data. The website had my name and home address. So how did Trevor obtain your name and address to pass to “Investor Update”? Have you purchased anything recently?

Trevor & Antonio may not have 2.75%

Our declared votes for all Resolutions are now 108,097,228 (just over 108 million)

Recent additions to our previous total of 105,290,220 are:

Turnthecorner amendment after confirmation

of voting for all Resolutions -35,300

Elembee 25,000

Blachsheep15 496,000

RKB small top up 6,308

Lyons 215,000

Cavepilot 2,100,000

The above is about 2,807,008 making our currently declared total about 108 million.

The reason I said that Trevor & Antonio may not have 2.75% is because on the day of the General Meeting there could be a challenge to the ownership of their shares. If their shares are pledged to J Story and someone is present at the General Meeting that confirms this then Trevor & Antonio will not be able to vote.

In the above scenario that would only leave Ox Distributing that may vote against the Resolutions and if insufficient shareholders vote that are less than Ox Distributing shares (42,739,994) then we will not have any new Directors appointed and no Directors will be removed.

Chill Brands Group are utilizing the resources of Fieldfisher, Investor Update and a few other Corporate Bodies (The Baddies) to disenfranchise some Ordinary Shareholders.

I believe “The Baddies” will try to invalidate J Swans shareholding and a few other larger shareholders. On the day of the General Meeting, they will invalidate as many Ordinary Shareholders as possible who attend the GM. They will exclude you if you do not have valid ID. If you do not have proof of address or if the address does not match what is on the share register or if you are too tall or too small, any excuse to keep the status quo.

“The Baddies” goal is to have Trevor & Antonio remain as Directors and may attempt to say there is a concert party such as all Posters on LSE South East because they want to replace Directors.

Trevor & Antonio when are you going to realise that Ordinary Shareholders would like you to resign? In my opinion you forgot who owns Chill Brand Groups Plc, it’s the shareholders and your time is up. There is a short window left for you both to exit with a severance but if you take it to the General Meeting, you will be voted off and you also loos all your Options and warrants.

RKB

PS If you are attending the General Meeting watch your possessions as thieves could be present.

Do they own their shares?

Do Trevor & Antonio really own their shares? The reason why I ask this question is because I believe they do not.

Anyone who attends the General Meeting can ask to see the Shareholder Register.

If a Director has “pledged” their shares as security for a loan, then they may technically own them but will they be able to vote them?

We all know that John Story invested a few years ago when we had both the Americans as Joint CEO’s Our share price hit I think £1.08p and John Story exited at various prices substantially more than the current price (there was also Spreadex) and there was an RNS on 7th Feb 2022 to say that J Story held less than 4.09% (because that what he said he held in previous TR1 and he could have had 0% because he did not have to TR1 because he was already below the notifiable threshold of 5%)

John Story would have received information from our joint CEO’s before he invested and it could be that even though J Story invested he did not agree with what he was told. He may have been told a lot of guff. So J Story after doing his own due diligence decides he can use the information he was given along with what he researched and decided to “Short” the shares along with divesting at the £0.80p’s or even more.

Where it becomes interesting in my view is that Trevor & Antonio bought some shares see RNS 28th October 2020

Their share purchases were from an existing shareholder (secret it was J Story) and the agreed price was £0.39p so they each “owed” J Story £195,000

Now if you have been following the Chill Brands Supporters Group, and utilized the links provided (re Court Case in London & The Companies House company for J Story) you may form the same opinion that I have, in that Trevor & Antonio owe J Story £195,000 each and interest (its 10%) or about £20,000 a year. So their debt is now around £265,000 each (about £70,000 interest plus original loan)

So they owe jointly about £530,000 and being kind their 500,000 shares are worth today about £25,000 (£12,500 each)

Now, is there a picture forming as to why Trevor & Antonio desperate to cling on? Is there a reason why our share price is around £0.025p today and not £0.39p?

After we have our new Directors in place, and Callum back in charge we will see a recovery in our share price in my opinion.

RKB

PS If I had 6,950,000 shares today, they would be worth about £173,750 and if I had a friend who had the same, then we would have shares worth about £347,500 and if I owed J Story about £530,000 would John just accept all our shares to cancel our indebtedness?

S793 Companies Act

Antonio & Trevor are clutching at straws and issuing Section 793 Companies Act in an attempt at subverting the will of Ordinary Shareholders.

Normally I would not have issue with a S793 if used for the purpose it was intended for but I appears to me this is a last throw of the dice with our two Directors who are not wanted on our Board.

I do not think Antonio & Trevor have the brains to have thought about using S793’s (due to impairment of their brains with some of the stuff they have grown over the years)

I believe it is Fieldfisher who is behind this. We will one day find out who engaged “Investor Update”

On the “Investor Update” website it says “Together with our strategic partners Okapi Partners,

We advise our clients on their shareholder relationships, how to avoid conflict, and if conflict is inevitable, how to navigate to a positive result.”

“By combining Investor Update’s best-in-class Shareholder ID with the leading global Proxy Solicitation firm, our clients have the best opportunity to garner shareholder support when they need it.”

I have not included the link to Investor Update’s website because they have certain cookies that are placed on your device. Please beware they are not looking after Ordinary Shareholders interests.

On the Fieldfisher website, they have information about Section S793 Companies Act. I have only included the last paragraph.

“From a practical point of view, a Board will not normally send out anything other than a "normal" S 793 Notice unless it thinks the recipients are up to something subversive, but secret. The most probable timing for such a Notice will be when some controversial resolutions are pending. In that likely scenario, it is also very likely that the Board would not only like the recipients to be disenfranchised, but will have that as its predominant motive.

Read the last sentence again to understand why our two Americans are maybe using S793’s “Board would not only like the recipients to be disenfranchised, but will have that as its predominant motive.”

RKB

PS Trevor & Antonio you will not like my next Post, you had your chance to resign but you resort to engaging various professional firms to defend the undefendable and you are using shareholders funds.

Open Letter to Antonio & Trevor

Have a look at Primorus Investments (PRIM)

On 9th September 2020 a shareholder with more than 5% submitted a letter requesting a General Meeting.

This GM was to remove the three existing Directors and replace them with three new Directors.

The person who submitted the Request for a General Meeting had 17.6% on 26th August 2020 and on the 18th of September 2020 they had 18.36%

We know JS has declared 13.45%

What happened at Primorus Investments was on 23rd September 2020 the letter of Requisition was withdrawn and three new Directors would be appointed (after due diligence) and the original three Directors would resign after the AGM.

I was actively involved in gathering support for the new Directors and if you have a spare 48 hours you could read all my Posts on their B.B.

I have spoken to numerous Chill Brand shareholders, and they all want change and both your resignations.

If you go-ahead with the General Meeting you will lose and the record of shareholder dissent will ensure that you will not be Directors and the GM.

There is a short window still available for you both to exit or face an uncertain future.

RKB

https://www.youtube.com/watch?v=1t8kAbUg4t4

“Yes there were times, I’m sure you knew when I bit of more than I could chew.”

How to get Rich

One way of becoming rich is to rob a bank (please do not rob a bank as there are laws that can potentially convict you and you most likely would go to prison)

I don’t believe actual “Bank Robbers” wake up one morning and decide to rob a bank.

They probably begin firstly by stealing the odd bottle of milk from a doorstep.

Then when they realise that there are no consequences, they steal a few sweeties from a newsagent.

Then as they realise that there are no consequences, they rob the cash-register of the newsagent and if they are lucky, they may get a few hundred £££.

Assuming they were not caught they become a bit more adventurous and rob a Post Office (because there is a lot more cash to steal than at a newsagents)

Finally, the “robbers” but really, they should be called “thieves” want more and more money and decide to rob Banks.

Unfortunately for Bank Robbers, they nearly always get caught.

In their milk stealing youth to their adult Bank Robbing days, they will have done other things in-between. Sometimes they settle “out of court” because they don’t want to do jail time, or they try to avoid having all their “ill gotten gains” confiscated. Sometimes they try to cause a diversion when they have a pending court case.

People in the above hypothetical situation will have trampled on many toes and done more than stealing milk.

RKB

PS The X-Files The truth is out there.

Public Register

There is a public register of Companies with the largest percentage of shareholder discontent.

https://www.theia.org/public-register

The Public Register is the world’s first register tracking shareholder dissent at listed companies. The Register details companies in the UK that have received significant opposition by shareholders to a resolution (written statements by a company’s board of directors detailing a binding corporate action), or any resolution withdrawn before a shareholder vote.

I have been doing some research (along with the digging) and I asked my AI BoT “what is the largest percentage of a UK Listed Company that shareholders voted on” (or something like that)

The artificial intelligence BoT said Keller Group Plc votes were cast for a total of 60,117,950 Ordinary Shares representing 82.61% of the total number of votes capable of being cast at the AGM. (I checked their website, and it was correct, Main Market KLR is their ticker)

I still believe we will have over 60% (possibly 73%) of all shares casting their votes and we will win with a landslide.

RKB

PS I check the average daily volume of Chill Brands Plc shares over a 15-day trading period, each month from January 2024 to yesterday and it was:

January 3.7 million

February 2.6 million

March 1.6 million

April 1.87 million

The reason I was looking at the average daily volume was to see if after the 22nd April 2024 there was an increase in Trading (there was not) DYOR

Our declared votes for all Resolutions are now 105,290,220 (just over 1105 million)

Recent additions to our previous total of 22,912,402 are:

Hydraulic extra 4,000

BoredOfYourWaffel 406,000

SCSC 517,000

CitizenMatt 500,000

Hungryjaxx 185,000

Snaggs 215,818

Swanyy27 & Chris 79,975,000

Tongpo 500,000

ShazbotNaNuNaNu 75,000

The above is about 82,377,818 making currently declared about 105 million.

Trevor & Antonio still only have 2.75%

Ox Distributing (Eric Schrader) has 42,739,994 and if Eric is with Trevor & Antonio, they can only muster a total of 56,639,994 which would mean we are in the lead by almost 49 million with many millions of shareholders who have not disclosed on our B.B. but have said to friends that they are voting for change.

If Trevor & Antonio take this to the vote, they will be embarrassed by the strength of ordinary shareholders who would like them to exit and to carry on is shocking in my opinion.

RKB

PS With the above figures we would have 65% of the votes cast and they would have 35% of the votes cast. When the final figures are released (if the General Meeting is still held, then their votes will probably be less than 15% and shareholder democracy will have something like 85%. It appears to me that Trevor & Antonio don’t do arithmetic.

Good morning Boredofyourwaffl

Even though you have voted through your Broker you are still able to attend.

You must request a Letter from your Broker to say that you are a shareholder. The letter with have your name and the number of shares that you own on the date of the letter is produced.

To ensure that the letter is an original, it may have an embossed stamp.

If the General Meeting does go ahead then you will need photo ID and maybe proof of address.

I am still counting shares and with the totals that have been disclosed, all Resolutions will pass with a substantial majority.

On the 4th June 2024 Trevor & Antonio will cease to be Directors of the Company.

RKB

At 8:21am LSE says we are up 8.7% and the spread is the same as yesterday’s close 2.3p - 2.7p and this gets us on the Leaderboard at number 5. Strange or is it?

LSE said we closed at 2.3p the previous day! How can anybody believe what LSE publishes?

RKB

LSE Misleading EOD Data

The Main LSE Website said we closed down 8% when we were 0%

The Spread at close on Wednesday was 2.3p - 2.7p and it was -1.86% which was correct (previous day it was 2.4p - 2.7)

Today Thursday at the close it was 2.3p - 2.7% so no change and it should say 0% but LSE says -8%

On LSE South East we are also marked as -8% down and on the “Today’s Share Fallers” we were at number 21

You may think it does not matter the data that LSE publishes is incorrect because it does not affect you but when you have data going back 4 years of the closing BID – ASK and see a pattern then it could affect you.

My data says that we will close positive over the next two business days.

RKB